SEC Form 4 · accession 0000904454-17-000306
Dicerna Pharmaceuticals Inc · DRNA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Jesse I Treu
10% Owner
James C Blair
10% Owner
Nicole Vitullo
10% Owner
Brian H Dovey
10% Owner
Brian K Halak
Director · 10% Owner
DP VIII Associates, L.P.
10% Owner
Period of report
Apr 11, 2017
Accepted (ET)
Apr 12, 2017 · 6:04 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001399529
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Redeemable Convertible Preferred StockF2,F3,F1 | $3.19 | Apr 11, 2017 | P | 368 | A | — | — | Common Stock | 11,536 | 368 | D |
Explanation of responses
- F1The Redeemable Convertible Preferred Stock is immediately convertible, provided that such conversion would not cause the Reporting Person and its affiliates to beneficially own, in the aggregate, a number of shares of the Issuer's capital stock that represents in excess of 19.99% of the Issuer's voting power, subject to certain exceptions pursuant to the terms of the Redeemable Convertible Preferred Stock. The Redeemable Convertible Preferred Stock has no expiration date.
- F2The securities reported as directly beneficially owned by the designated Reporting Person may be deemed to be indirectly beneficially owned by each of the Reporting Owners listed below, each of whom is a managing member of One Palmer Square Associates VIII, LLC, the sole general partner of the designated Reporting Person. Pursuant to Instruction 4(b)(iv) of Form 4, each such individual has elected to report as indirectly beneficially owned the entire number of securities owned by the designated Reporting Person, however each of them disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed his or her pecuniary interest therein and/or that are not actually distributed to him or her.
- F3As managing members of the sole general partner of Domain Partners VIII, L.P., each Reporting Owner listed below may also be deemed to indirectly beneficially own the securities of the Issuer held by Domain Partners VIII, L.P., as reported on a Form 4 for Domain Partners VIII, L.P. filed on the same date as this Form 4.